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Truist Financial Corporation (NYSE:TFC), a major financial institution with a market capitalization of $56.36 billion and current stock price of $42.94, announced amendments to its Amended and Restated Bylaws, adopted by the board of directors and effective as of Tuesday. According to InvestingPro analysis, the company appears fairly valued at current levels. The updates primarily revise and clarify procedures for shareholder proposals and director nominations, as well as adjust certain board governance practices.
According to a statement provided in a recent SEC filing, the amended bylaws include enhanced disclosure requirements for shareholders who intend to nominate directors or propose other business at shareholder meetings. The information required from both shareholders and proposed director nominees has been expanded.
The revisions also affect board composition and structure. Under the amended bylaws, a director will not be nominated for a term that would begin in the calendar year after reaching 75 years of age. The changes provide additional flexibility in creating and structuring standing or special committees of the board. Notably, Truist has maintained dividend payments for 53 consecutive years, currently offering a substantial 4.84% dividend yield, demonstrating strong corporate governance practices.
Other updates grant the Lead Independent (LON:IOG) Director the authority to call special meetings of the board and to preside at board meetings in certain circumstances, such as when the Chairman is absent or has a conflict. The amendments further clarify how board actions without a meeting can be taken and revoked.
Officer compensation procedures have also been revised to clarify which parties are empowered to set compensation. Additionally, the bylaws remove certain provisions related to board oversight of contracts, loans, and deposits to align with current corporate practices.
The company stated that the amendments include updates to conform with the North Carolina Business Corporation Act, along with several non-substantive and clarifying changes.
This information is based on a press release statement included in Truist Financial Corporation’s Form 8-K filing with the Securities and Exchange Commission.
In other recent news, Truist Financial Corporation reported impressive second-quarter results for 2025, with earnings per share (EPS) of $1.19, significantly beating the forecast of $0.92. The company’s revenue also slightly exceeded expectations, reaching $5.04 billion compared to the projected $5.02 billion. Additionally, Truist Financial’s Board of Directors declared a regular quarterly cash dividend of $0.52 per common share, payable in September 2025. The company also declared dividends on several series of its preferred stock. Meanwhile, Raymond (NSE:RYMD) James lowered its price target for Truist Financial to $48 from $50, though it maintained an Outperform rating. This adjustment comes despite Truist’s core earnings per share surpassing consensus expectations and the company’s reiteration of its full-year guidance. These developments reflect ongoing investor interest and analyst evaluations of Truist Financial’s performance.
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